Stamford Law is advising Advantest Corporation (Advantest) (TSE: 6857, NYSE: ATE) in its US$1.1 billion merger with the NASDAQ-listed Verigy Ltd (Verigy) (NASDAQ: VRGY) by way of a scheme of arrangement (Advantest Scheme of Arrangement).
This merger, which requires the approval of shareholders of Verigy as well as the sanction of a Singapore court, is regarded by Verigy to be a superior alternative to the then existing offer on the table, namely, a merger offer by LTX-Credence Corporation (LTX-Credence) (NASDAQ: LTXC). Advantest’s US$15.00 per share cash offer represents a premium of approximately 64% to Verigy’s closing stock price on 3 December 2010, the day before Verigy announced it received an offer from Advantest. The Verigy board withdrew its recommendation for shareholders to approve the LTX-Credence merger offer and opted to enter into the Advantest Scheme of Arrangement instead.
Advantest is a leading producer of automatic test equipment for the semiconductor industry and a premier manufacturer of measuring instruments used in the design and production of electronic instruments and systems. Vergy provides advanced semiconductor test systems and solutions used by leading companies worldwide in design valudation, characterisation and high-volume manufacturing test. As a combined company, Advantest and Verigy will have a more complete set of product solutions and the global scale and breadth to better meet customer demands in todays rapidly changing markets. The combined company will have the ability to increase investments in innovation and remain a strong supplier to its customers, while offering enhanced long-term career opportunities for employees of both companies.
Directors Lee Suet Fern, Ng Joo Khin and Elizabeth Kong led the Stamford Law team.